Blue Star Capital plc
("Blue Star" or the "Company")
Heads of Terms Agreed, Temporary Suspension,
Extension of Convertible Loan to SatoshiPay and SatoshiPay Fundraising
Blue Star (AIM: BLU), an investing company with a focus on technology, announces that it has agreed heads of terms to acquire the entire issued share capital of SatoshiPay Ltd ("SatoshiPay"), subject to certain conditions and due diligence (the "Proposed Acquisition"). The heads of terms provide the Company with exclusivity in relation to the Proposed Acquisition until 31 October 2018. Accordingly, the Company has agreed not to convert the €200,000 convertible loan note ("CLN") made to SatoshiPay on 1 December 2017 until such a time that the Proposed Acquisition completes or is terminated. The Proposed Acquisition, if completed, would constitute a reverse transaction.
Furthermore, the Company announces that, on 25 July 2018, SatoshiPay completed a fundraising of €566,000 at a valuation of €17 million (the "Fundraise"). As a result of the Fundraise, the Company's current shareholding in SatoshiPay now represents 30.1% of SatoshiPay's total issued share capital. The Company's shareholding, based on a valuation of €17.57 million following the Fundraise, would itself be valued at €5.29 million.
Temporary suspension
The Company has requested that trading in its shares is temporarily suspended pursuant to AIM Rule 14, pending either the publication of an admission document in relation to the enlarged group or until negotiations in respect of the Proposed Acquisition are terminated. The Company's shares will be suspended from trading with effect from 07:30 a.m. today.
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014 ("MAR").
For further information, please contact:
Blue Star Capital plc +44 (0) 777 178 2434
Tony Fabrizi
Cairn Financial Advisers LLP +44 (0) 20 7213 0880
(Nominated Adviser)
Jo Turner/Liam Murray/Richard Nash
Smaller Company Capital Limited +44 (0) 203 651 2911
(Broker)
Rupert Williams/Jeremy Woodgate
About SatoshiPay
SatoshiPay was founded in 2014 and is headquartered in London, with development led through its Berlin office. SatoshiPay offers a frictionless micropayment solution to help digital publishers monetise content globally. The SatoshiPay platform is based on scalable blockchain technology supplied by the Stellar.org network. Find frequently updated information at the company's website www.satoshipay.io, its blog www.medium.com/@SatoshiPay and Twitter @SatoshiPay.
